8-K

JACOBS ENGINEERING GROUP INC.

Date: March 9, 2021

/s/ Steven J. Demetriou

Steven J. Demetriou

Chair and Chief Executive Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): March 8, 2021

Jacobs Engineering Group Inc.

(Exact name of Registrant as specified in its charter)

Delaware

1-7463

95-4081636

(State of

incorporation)

(SEC

File No.)

(IRS Employer

identification number)


1999 Bryan Street, Suite 1200, Dallas, Texas		75201
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number (including area code): (214) 583-8500

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading

Symbol(s)

Name of Each Exchange

on Which Registered

Common Stock, $1 par value

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The Board of Directors (the “Board”) of Jacobs Engineering Group Inc. (the “Company”) has invited Steve Demetriou to remain as Chair and Chief Executive Officer of the Company through at least the end of calendar 2023, and Mr. Demetriou has accepted this invitation.

In addition, the Company entered into a retention arrangement with each of Kevin Berryman, President and Chief Financial Officer, and Robert Pragada, President and Chief Operating Officer. The retention arrangements include a one-time grant of restricted stock units (“RSUs”) on March 8, 2021 with a grant date fair value of $4,000,000 pursuant to the Company’s 1999 Stock Incentive Plan to each of Mr. Berryman and Mr. Pragada. The RSUs vest 100% upon the three-year anniversary of the grant date.